Udemy, Inc. 8-K

What Happened
Udemy, Inc. filed an 8‑K on February 10, 2026 announcing it entered into an Agreement and Plan of Merger with Coursera, Inc. and Coursera’s wholly owned subsidiary Chess Merger Sub, Inc. The companies agreed to combine in an all‑stock transaction. Udemy and Coursera submitted Premerger Notification and Report Forms under the HSR Act on January 9, 2026, and the FTC granted early termination of the HSR waiting period effective February 9, 2026 at 4:29 p.m. ET. The merger remains subject to other customary closing conditions, required regulatory approvals and stockholder approvals.

Key Details

• Parties: Udemy, Inc. (Registrant) and Coursera, Inc.; merger sub is Chess Merger Sub, Inc.
• Transaction type: All‑stock merger (terms to be detailed in forthcoming filings).
• HSR timing: Premerger forms filed Jan 9, 2026; FTC early termination effective Feb 9, 2026 at 4:29 p.m. ET.
• Next steps: Coursera intends to file a Form S‑4 containing a joint proxy statement/prospectus; definitive materials will be mailed to stockholders and include vote details.

Why It Matters
This is a material corporate combination in the online learning industry. The FTC’s early termination of the HSR waiting period clears one antitrust timing hurdle, but the deal still requires other regulatory clearances and stockholder approvals before closing. Investors should watch for the Form S‑4 and joint proxy statement/prospectus for transaction economics (exchange ratios, ownership stakes), expected benefits and risks, and the timetable for shareholder votes. The filing also includes standard forward‑looking statement cautions — review the forthcoming SEC filings for full details.